UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
SEC FILE NUMBER: 0-17151
FORM 10K
FOR PERIOD ENDED: December 31, 1996
PAINE WEBBER/CMJ PROPERTIES LP
(Exact name of registrant as specified in its charter)
265 Franklin Street, Boston, Massachusetts 02110
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (617) 439-8118
PART II - RULES 12B-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate)
____ (a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or
expense;
X (b) The subject annual report, semi-annual report, transition report
--- on Form 10-K, Form 20-F, 11-K, Form N-SAR, or portion thereof,
will be filed on or before the fifteenth calendar day following
the prescribed due date; or the subject quarterly report of
transition report on Form 10-Q, or portion thereof will be filed
on or before the fifth calendar day following the prescribed due
date; and
____ (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
PART III - NARRATIVE
State below in reasonable detail the reasons why the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
The Annual Report on Form 10-K of PaineWebber/CMJ Properties, LP (the
"Registrant") will not be completed by March 31, 1997, the last day for a
timely filing of such Annual Report for the period ended December 31, 1996.
Additional time is required in order to enable the Registrant to file a
complete and accurate report. The Form 10-K will be filed on or before April
15, 1997, in accordance with Rule 12b-25(b).
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PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Thomas W. Boland (617) 439-8138
(2) Have all other periodic reports under Section 13 or 15(e) of the
Securities Exchange Act of 1934 or Section 30 of the Investment
Company Act of 1940 during the preceding 12 months (or for such
shorter) period that the registrant was required to file such
reports) been filed? If answer is no, identify report(s).
X Yes ____ No
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year
will be reflected by the earnings statements to be included in the
subject report or portion thereof? _____ Yes X No
If so, attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a
reasonable estimate of the results cannot be made.
PAINE WEBBER/CMJ PROPERTIES LP
(Name of registrant as specified in its charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: March 26, 1997 By: /s/ Walter V. Arnold
----------------------
Walter V. Arnold
Senior Vice President and
Chief Financial Officer
